On October 31, 2018 Apricus Biosciences, Inc. (Nasdaq:APRI), a biopharmaceutical company historically focused on seeking to advance innovative medicines in urology and rheumatology, reported financial results for the third quarter and year-to-date for 2018 and provided a corporate update on its pending merger with Seelos Therapeutics, Inc (Press release, Apricus Biosciences, OCT 31, 2018, View Source;p=RssLanding&cat=news&id=2374547 [SID1234530461]).
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On July 30, 2018, the Company announced the signing of a definitive agreement to merge with Seelos Therapeutics, Inc., a privately-held biotechnology company, in an all-stock transaction. The merged company will focus on the development and commercialization of central nervous system (CNS) therapeutics with known mechanisms of action in areas with a highly unmet medical need. Upon completion of the proposed merger, the name of the merged company will be Seelos Therapeutics, Inc., and the company is expected to begin trading on the Nasdaq Capital Market under the ticker symbol "SEEL." Upon closing of the transaction, Apricus shareholders of record are expected to own approximately 15% of the combined company based on an estimated $94 million valuation at closing, subject to certain adjustments set forth in the merger agreement. In addition, Apricus shareholders of record at closing will receive a Contingent Value Right (CVR) which will provide such holders 90% of any proceeds above $500,000 obtained by Seelos for the U.S. Vitaros rights.
"Throughout the third quarter of this year, we have been focused on a concluding the proposed merger with Seelos, as our board believes it will provide Apricus shareholders an opportunity to create value from a funded, diversified pipeline of late-stage clinical assets in areas of high unmet need," said Richard Pascoe, Chief Executive Officer. "We will continue to work with Seelos management in the coming weeks to complete the merger following the Special Stockholder Meeting."
Third Quarter and Year-to-Date Financial Results
Net loss during the quarter ended September 30, 2018 was $2.8 million, or loss per share of $0.12, compared to a net loss of $3.8 million, or loss per share of $0.29, during the third quarter of 2017. Net loss during the nine months ended September 30, 2018 was $7.4 million, or loss per share of $0.35, compared to net income of $2.8 million, or earnings per share of $0.26, during the nine months ended September 30, 2017. Net income during the nine months ended September 2017 was primarily due to the $11.8 million gain recorded upon the sale of our ex-U.S. Vitaros rights and assets to Ferring.
For all periods presented, financial statement activity related to our ex-U.S. Vitaros business has been presented as discontinued operations. As of September 30, 2018, the Company’s cash totaled $5.3 million, compared to $6.3 million as of December 31, 2017.